Customer relationship terms
(general terms relating to the use of this Website and the provision of goods or services) Version number: 1.0
These Terms are the general terms of the relationship between Lolla and Ben (Pty) Ltd and you. These Terms cover the use of this Website, including any of our other marketing material. By visiting and using this Website, you accept and agree to these Terms. These Terms also cover any transactions (including any transaction carried out electronically using a computer or network, or in person) where we provide you with Goods or Services. The commercial terms of any transaction between us will be contained in an Order that will incorporate these Terms. The Order will prevail if there is a conflict of meaning. Nothing in these Terms obligates either party to enter into any Orders.
Remember that you must always comply with the Agreement. If you do not understand any terms, you must ask someone to explain them to you.
These general terms and any specific terms, form an agreement between you and us, so please make sure that you understand all of them.
Important terms that may limit our responsibility or involve some risk for you may be in bold and italics. You must pay special attention to these terms.
Definitions and Interpretations:
Definitions: We have given the meanings of some words to be consistent. These words usually begin with a capital letter. Singular words include the plural and the other way round:
“Affiliate” means any parent company, subsidiaries, joint ventures, or other companies under a common control;
“Agreement” means the agreement between you and us, consisting of these Terms and any Orders the parties enter into;
“Customer” or “you” means any person who visits this Website or concludes an Order;
“ECT Act” means the Electronic Communications and Transactions Act 25 of 2002;
“Effective Date” means in respect of each Order, the effective date stipulated in each Order, in the absence of which it will be the date the Order is accepted by us;
“EULA” means an end user license agreement;
“Fees” means the fees, charges, or purchase consideration that you will pay to us in respect of Goods and Services provided by us under Orders;
“Goods” means any goods we provide to you, under Orders;
“Order” means a goods or services order agreed to and signed by both the parties describing the specific Goods or Services to be provided by us to you;
“Services” means any services we provide to you, under Orders;
“Sign” means the handwritten signature or advanced electronic signature of the duly authorised representative of a party;
“Signature Date” means the date of signature by the party signing last;
“Terms” means these terms, consisting of:
these terms; andany other relevant specific terms, policies, disclaimers, rules and notices agreed between the parties, (including any that may be applicable to a specific section or module of this Website or any specific Goods or Services);
“we” or “Lolla abd Ben” or “us” means Lolla and Ben (Pty) Ltd (Registration Number: 2018/089199/07 identified on this Website;
“Website” means this Website, located at www.lollaandben.co.za
“Writing” means any mode of reproducing information or data in physical form and includes hard copy printouts, handwritten documents, fax transmissions, but excludes information or data in electronic form.
Definitions in the Order: Words defined (or assigned a meaning) in the Order will have that meaning in these Terms, unless the context clearly indicates otherwise.
Interpretation: The singular includes the plural and the other way around. Any gender includes the other gender. Natural persons include corporate or unincorporated bodies, and the other way around. The headings of the clauses are only for information. Do not consider them when you interpret the document.
Conflict: If there is a conflict of meaning between these terms and any other relevant specific terms, policies, disclaimers, rules and notices agreed between the parties, the specific terms will prevail in respect of your use of the relevant section or module of the Website or Goods or Services.
Term: These terms commence on acceptance and continue until terminated.
Use of this website:
License to use this Website: We grant you a limited, revocable license to use this Website subject to the Agreement. Any person wishing to use this Website contrary to the Agreement must obtain our prior written consent.
Modify: We may modify, suspend, or discontinue providing this Website or any Goods or Services (with or without notice) and will not be liable.
Passwords and Security: Only a registered or guest Customer can make offers. You are responsible for keeping your password secure. You are solely responsible and liable for activities that occur under your account. You authorise us to act on any instruction given under your account, even if it transpires that, someone else has defrauded both you and us, unless you had notified us prior to us acting on a fraudulent instruction.
Customer Accounts: Customer accounts registered by bots or other automated methods are not permitted. You must provide your full legal name, a valid email address, and any other information requested in order to complete the registration process. One person may only use each login – we do not permit multiple people to share a login.
Deactivation or deletion by Customer: You may deactivate or delete your account, for any reason.
Invitation to do business. The marketing of the Goods or Services by us is merely an invitation to do business or for you to make an offer to procure Goods or Services. The parties only conclude a valid and binding Order when we accept the offer made by you. Unless proven to the contrary, we only accept an offer relating to Goods, when we ship the Goods. If only part of the Goods relating to an offer is shipped, we only accept that portion of the offer. Unless proven to the contrary, we only accept an offer relating to Services, when we begin providing the Services. We may accept or reject any offer. If we do not accept any offer, then we will refund any monies already paid by you.
Fees: Despite our best efforts, the stated Fees may be incorrect. We will confirm the Fees for any Goods or Services when we accept the offer.
Third party terms: If a third party supplies or delivers any Goods or Services directly to you, third party terms or conditions may apply. You are solely responsible to ensure you understand and agree to those terms.
Time and place. The parties conclude any agreement between them at the time when our duly authorised representative accepts the relevant offer and at the place where we have our head office. We do not need to communicate the acceptance of the offer to you.
Orders. The Terms in effect at the time you make an offer will govern the Order. Each Order will create a separate agreement.
Manufacturing. Manufacturing of your custom order will only commence upon confirmation of receipt of your deposit. Please remember to either fax or e-mail your proof of payment to ensure order activation. SMS notifications are not bank guaranteed and not acceptable as “proof of payment”.
Stock availability. We may not always have the Goods on which you make offers in stock. You may cancel the offer or make another offer on the part of the Goods that are in stock.
Capacity of the vendor: Each Customer represents and warrants that it (and any person who places an Order on the Website):
is old enough under applicable law to enter into the Agreement;is legally capable of concluding any transaction;possesses the legal right, full power, and authority to enter into the Agreement;is authorised to use the password required for any account; andWill submit true, accurate and correct information to us and this Website.
If you are younger than 18 years of age, you warrant that, you have the consent of your legal guardian to enter into the Agreement or that you have obtained legal status in another manner.
Sale: We sell to you the customer who purchases the Goods on the terms of the Agreement.
Shipping and packing: We will display all available shipping options and charges before you complete your purchase unless you are located in a regional area in which case we will obtain a custom quote. Unless otherwise agreed in writing, we will select the specific mode of shipment of the Goods and the cost of shipment will be for your account unless covered by “free shipping”. We will pack the Goods in accordance with our packaging specifications for the Goods and the cost of packaging will be included in the Fees.
Time until dispatch: Once we receive an offer, we will endeavour to dispatch the Goods as soon as reasonably practicable which is usually within 5 – 7 working days (but may be longer than 6 weeks) to the address specified in the offer. We will try to adhere to the estimated delivery dates and will advise you of any expected delays but accept no liability for failing to do so. You may not withdraw any offer due to a delay in delivery unless we agree so in writing.
Risk and ownership: All risk of loss or damage to the Goods will pass to you upon physical delivery of the Goods to your delivery address. Ownership in the Goods will only pass to you upon the payment in full of the Fees.
Assembly: Some Goods will require assembly upon delivery. You are responsible for the assembly of any Goods. We cannot be held liable for the incorrect assembly of any Goods by you or any third party.
Third party goods: Some Goods sold on the website are manufactured by third parties. When you purchase these items we act on your behalf with these manufacturers. These goods are shipped directly from the manufacturers, and while we cannot be held liable for any defects or any manufacturer faults we will endeavour to assist you with any claims or disputes you may have with the manufacturers.
Inspection on Delivery: Please note that all deliveries need to be inspected upon arrival and any shortcomings or damages need to be reported within 48 hours. Any other issues with your Goods (including workmanship flaws) must be reported within 7 days of delivery.
We will take no responsibility for;
any Goods ordered incorrectly or,any Goods ordered that turn out to be unsuitable for the intended needs of the customer, unless the need or purpose of the Goods has been expressly told to us.any Goods damaged after delivery
Unclaimed Goods: Any Goods left unclaimed for a period longer than one month in our possession will be sold to defray costs.
Unfinished Goods: Any Order that is left uncompleted for a period of more than 3 months due to Customer’s negligence will be terminated and closed. Any parts will be sold to defray costs.
Services: We will provide the Services to you at the service levels agreed to in an Order.
Fees and Payment
Due Dates: Payments must be made promptly on the Due Date, without any deduction, set off or demand and free of exchange in the currency specified in the Order.
Manner of payment: Payment must be made in the manner specified in the Order.
Deposits: A minimum of a 50% deposit is required to place an order with a manufacturing lead time. Made-to-order products are manufactured especially for you to ensure quality goods. Your balance of the payment will be required once your order has been completed before we ship your goods.
Late payments: The additional surcharges and penalties specified in the Order will apply to any payment received after the Due Date to cover collection fees and additional administration costs. You must pay the surcharges and penalties to us on-demand. We may withhold or remove any Goods or halt the provision of any Services until you have paid all amounts that are due.
Interest on overdue amounts: Any amount not paid by you on the Due Date will bear interest for our benefit, from the Due Date until the date you pay it. The rate of interest will be either 2% above the published prime overdraft rate of our bankers or 15%, whichever is higher. A letter signed by a general, branch or other bank manager setting out their rate will be proof of the rate. Interest will be payable on a claim for damages from when the damages were suffered.
Appropriation: We may appropriate any payment received from you towards the satisfaction of any indebtedness you have with us under the Agreement.
Certificate: A certificate, signed by an accountant appointed by us, of the amount due by you and the date on which it is payable will be conclusive irrefutable proof of the correctness of the certificate’s contents.
Tax: All fees include any tax (including value added tax and other taxes levied in any jurisdiction), duty (including stamp duty), tariffs, rates, levies and any other governmental charge or expense payable, which will be payable where applicable by you in addition to the fees.
Costs to implement: Unless otherwise stated, the parties will bear their own costs to implement (or perform their obligations under) the Agreement.
Payment profile: You and any signatory consent and agree that we may provide any registered credit bureau with information about the payment of amounts.
Warranty: The Goods will be subject to any warranty indicated in the description of the Goods appearing on the Website, the accompanying documentation or packaging. Please review those documents carefully. You will have the same rights against us as we have against the supplier regards defects in the Goods, the intention being that our liability to you will be co-extensive with the right of recourse we have against the supplier. We will provide a copy of any warranty on request. To the extent legally possible, we assign to you the benefit of any supplier warranties that a supplier may give to us regarding the Goods. You may not waive any of our common law rights as against the supplier.
Sales representatives: No sales representatives of ours has the authority to bind us and no representation, warranty or any other statements made or given by any sales representative of ours will be binding on us, unless given in Writing and Signed by a duly authorised representative of ours.
Resales and Exports: If you wish to resell or export any Goods, You must obtain all required consents or licences under all applicable laws and regulations that may affect or regulate such resale or export.
Ownership: Except as provided to the contrary in the Agreement, all right, title, interest, and ownership (including all rights under all copyright, patent, and other intellectual property laws) in, to or of this Website are the sole property of or will vest in us or a third party licensor. All moral rights are reserved.
Trademarks: Our logo and sub-logos, marks, and trade names are our trademarks and no person may use them without permission. Any other trademark or trade name that may appear on this Website or our other marketing material is the property of its respective owner.
Restrictions: Except as expressly permitted under the Agreement, this Website may not be:
modified, distributed, or used to make derivative works;rented, leased, loaned, sold or assigned;decompiled, reverse engineered, or copied; orreproduced, transferred, or distributed.
Prosecution: All violations of proprietary rights or the Agreement will be prosecuted to the fullest extent permissible under applicable law.
Disclaimer of Warranties:
Disclaimer: Use of this Website is at your sole responsibility and risk. This Website is provided on an “as is” and “as available” basis. Except for the warranties given in the Agreement, we expressly disclaim all representations, warranties, or conditions of any kind, whether express or implied, to the extent permitted by law.
Although we employ SSL encryption on this Website to offer a secure online shopping experience, we do not warrant that this Website will meet your requirements or be uninterrupted, be legally effective or complete, timely, secure, error-free or free from infection by malicious software. You should keep up-to-date security software on the systems used to access this Website.
Exclusion of liability: Despite any warranty given by us, we will not be liable, to the extent permitted by law, regards any defect arising from:
fair wear and tear, wilful damage, abnormal working conditions, failure to follow its instructions (whether oral or in writing), misuse, incorrect assembly , moving Goods in an assembled state or alteration or repair of the Goods without our express prior approval;attachments, features or devices used on the Goods that are not supplied or approved in writing by us;
LIMITATION OF LIABILITY
Correct faults: We will correct any fault in this Website where possible and as soon as reasonably practical and this is its entire liability regarding any fault in the Website. If this clause is held inapplicable or unenforceable, then the following clause will apply.
Direct damages limited: To the extent permitted by applicable law, regardless of the form (whether in contract, tort, or any other legal theory) in which any legal action may be brought, our maximum liability to you for direct damages for anything giving rise to any legal action will be an amount equal to the total fees already paid by you for the Goods or Services related to the claim. The aggregate amounts for all claims will not be greater than the maximum amount.
Indirect damages excluded: To the extent permitted by applicable law, in no event will we (or our personnel) be liable for any indirect, incidental, special or consequential damages or losses (whether foreseeable or unforeseeable) of any kind arising from the Agreement.
Other Website, goods, or services: We are not liable for any other Website, goods, or service (including unauthorised advertising of our Goods) provided by any third party.
Discontinue this Website, the goods, or services: The Agreement will automatically terminate if we discontinue this Website, Goods or Services.
Breach. If You:
commit a breach of the Agreement;repeatedly infringe the copyrights or other rights of others;fail to pay any amount due and fail to remedy the breach within 2 calendar days of having been called on in writing to do so;effect or attempt to effect a compromise or composition with its creditors; orare provisionally or finally liquidated or placed under judicial management;
You agree that we may, to the extent permitted by applicable law and without prejudice to our rights in the Agreement or in law, deactivate or delete your account, terminate access to or use of the Website, claim specific performance of the Agreement, or cancel the Agreement immediately on written notice and claim damages from you (including, any claim for any Fees already due).
Effects of termination: On the deactivation or deletion of your account, the Agreement will terminate and access rights will immediately cease to exist. On termination, cancellation or expiry of any Order, all amounts due to us for Services rendered or Goods ordered prior to termination will become due and payable even if we have not invoiced them. You may not withhold the amounts for any reason, unless the arbitrator directs otherwise. The termination, cancellation, or expiry of an Order will not affect the enforceability of the terms that are intended to operate after expiry or termination.
Forum: Any claims by us against you for injunctive or equitable relief or regarding intellectual property rights may be brought in any competent court without the posting of a bond. The parties will, in the first instance, refer any other dispute arising between them to our Customer Relationship Department, which will use its best endeavours to resolve the dispute. If the parties are unable to resolve a dispute, the dispute will be finally resolved by expedited arbitration in accordance with the dispute resolution procedures and rules http://www.arbitration.co.za/Pages/docs/expedited_rules.pdf of the Arbitration Foundation of Southern Africa in the city where we have our head office in English.
Collection proceedings: We retain the right to institute collection proceedings in a court of law of competent jurisdiction for matters involving outstanding payment.
Notices and Domicile
Notices: All notices, authorisations, disclosures, acknowledgements, and requests must be sent by hand, prepaid registered post, courier, facsimile, or electronic mail to the addresses and numbers provided on this Website. By providing contact information, each party consents to its use for administering the relationship by the other party and other third parties that help a party administer the relationship.
Domicile: Each party chooses its addresses and numbers provided on this Website as its domicilium citandi et executandi (its domicile for being served summons and execution levied) for all purposes.
Change of addresses and numbers: Each party may change the addresses and numbers provided on this Website.
Deemed Delivery: Notice will be deemed delivered on the date shown on the by hand, prepaid registered post, courier, facsimile or electronic mail confirmation of delivery.
Notice actually received: If a notice is actually received by a party, adequate notice will have been given.
CIRCUMSTANCES BEYOND CONTROL
No party will be responsible for any breach of the Agreement caused by circumstances beyond its control, including any breakdown or failure of power supply, the Internet, any telecommunications systems, or any computer hardware or software.
CESSION AND ASSIGNMENT
No party may delegate its duties under the Agreement or assign its rights under the Agreement, in whole or in part. We may only assign the Agreement to any successor or purchaser of its business or some of its assets.
Entire Agreement: The Agreement constitutes the entire agreement between the parties in respect of the subject matter of the Agreement.
Changes: We may change the Agreement at any time and where this affects your rights and obligations, we will notify you of any changes by placing a notice in a prominent place on this Website (or by email). If you do not agree with the change, you should stop using this Website. If you continue to use this Website following notification of a change to the Agreement, the changed terms will apply to you.
Fact related to Website: A certificate, signed by an administrator of this Website, of any fact related to this Website (including the version of the Terms that governs a particular Order or dispute and what content was published or functionality was available on the Website at a specific point in time) will be conclusive irrefutable proof of the correctness of the certificate’s contents.
Waiver: No granting of time or forbearance will be, or be deemed to be, a waiver of the Agreement and no waiver of any breach will operate as a waiver of any continuing or subsequent breach.
Severability: If any term is void, unenforceable, or illegal, the term will be severed and the remainder of the Agreement will have full force and effect, provided the severance does not alter the nature of the Agreement.
Governing Law and jurisdiction: The Agreement is governed by and must be interpreted under the laws of the Republic of South Africa and you agree to submit to the exclusive jurisdiction of the South African courts.
Right to reference: You consent to us using your name in any marketing or sales material.